0001193125-14-269782 Sample Contracts

—] Shares TerraForm Power, Inc. Class A Common Stock EQUITY UNDERWRITING AGREEMENT
Equity Underwriting Agreement • July 16th, 2014 • TerraForm Power, Inc. • Electric services • New York
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RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE SUNEDISON YIELDCO, INC.
Restricted Stock Unit Agreement • July 16th, 2014 • TerraForm Power, Inc. • Electric services • Delaware

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between TerraForm Power, Inc. (f/k/a SunEdison Yieldco, Inc.), a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the SunEdison Yieldco, Inc. 2014 Second Amended and Restated Long-Term Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the board of directors of the Company; and

Contract
Investment Agreement • July 16th, 2014 • TerraForm Power, Inc. • Electric services • New York

This INVESTMENT AGREEMENT (this “Agreement”), dated as of March 28, 2014, is hereby entered into between SunEdison, Inc., a Delaware corporation (the “Parent”), SunEdison Yieldco, LLC, a Delaware limited liability company (the “Company”) and SunEdison Yieldco Operating, LLC (“OpCo”), a Delaware limited liability company.

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